On March 30, 2020, the Bankruptcy Court entered an order approving the sale by Aradigm Corporation (the “Company”) to Grifols, S.A. (the “Buyer”) of the Company’s assets and intellectual property that pertain to Lipoquin, Free Ciprofloxacin, Apulmiq and any derivatives thereof. The Buyer has advised the Company that the Buyer has entered into an agreement with a third party to license to the third party the intellectual property and other rights the Buyer acquired from the Company and that the third party has agreed to pursue the development and commercialization of the Aradigm products.
The purchased assets include the following:
| | (i) | all Intellectual Property Assets and Patents that pertain to Lipoquin, Free Ciprofloxacin, Apulmiq and any derivatives thereof |
| | (ii) | the information andknow-how that Aradigm controls that is related to or useful for the development of an Aradigm Product, including protocols, manufacturing processes, and technical and sourcing information |
| | (iii) | all filings, submissions, applications, reports or correspondence between Aradigm and any Regulatory Agency related to the purchased assets |
| | (iv) | records and reports including all pharmacological,pre-clinical, clinical, analytical and quality control data, results and material correspondence related to the purchased assets |
Excluded from the sale are all of the Company’s cash and cash equivalents, accounts or notes receivable, certain contracts, tangible personal property, the name Aradigm Corporation, accounts and records of Aradigm Corporation, all benefit plans and the shares of Aradigm.
The purchase price is cash of $3,247,000 payable at Closing, waiver of Proof of Claim No. 4 in the amount of $19,950,000 filed by the Buyer in the Company’s bankruptcy case, waiver of Proof of Claim No. 5 in the amount of $11,785,898.96 filed by the Buyer’s affiliate in the bankruptcy case, a milestone payment of $2 million payable to the Company upon approval of any Aradigm product by the FDA, a milestone payment of $1 million payable to the Company upon approval of any Aradigm product by the EMA and, during the Royalty Term, the Company will receive twenty-five percent of any royalties received by the Buyer.
The sale closed on March 31, 2020.
| Item 9.01 | Financial Statements and Exhibits. |
(d)Exhibits.
